Ultimate Spiderman: Web Warriors
by ilikehats2
Summary: With Cloak and Dagger on their side, the future seem adventurously bright. But New York isn't safe yet. From the constant danger of both poor teamwork and baddies, will the Web Warriors, old and new be able to protect the city?
1. Teaming Up Part I

**Disclaimer: I do not own Peter Parker, Ava Ayala, Danny Rand, Luke Cage, Sam Alexander, Ka-Zar, Zabu, Flash Thompson, Amadeus Cho, Cloak and Dagger **

**Ka-Zar's Alter Ego will be Kevin Plunder **

**Cloak's Alter Ego will be Tyrone "Ty" Johnson**

**Dagger's Alter Ego will be Tandy Bowen **

**I will take things from Avengers Assemble and use them here... Such as their Dracula, Atlanteans, etc.**

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><p><em><strong>Teaming Up<strong>_

Spiderman stood in the center of the training room, giving a sheepish smile beneath his mask as her stared at the three groups of people forming an invisible triangle. To his right was his original team; White Tiger, Iron Fist, Nova and Powerman standing on the defense as they glared over his head. On his left were Cloak and Dagger, the blonde standing close to her dearest friend as they stood there exposed. And behind Spiderman was his New Warriors, Zabu standing protectively by Ka-Zar with Agent Venom to the real live Tarzan's right. Their teammate Amadeus was not there, in favor of rebuilding the Iron Spider suit. The three stood out of the line of fire coming from the senior heroes.

"So..." Spidey chuckled, _'Awkward... I guess my old teams still a bit miffed about being left out of the action.' _

"Guys, I'd like you to meet our new recruits, Cloak and Dagger. Cloak, Dagger, you remember White Tiger and Iron Fist."

Dagger hesitantly raised a hand in a feeble wave, clearly self conscious about this, "Hi..." Cloak stayed silent, Iron Fist, the usual mediator of the group stepping forward.

"Namaste," The blonde bows, "It is an honor to have the opportunity to work with you."

Dagger smiles, just a tiny bit, feeling better about this. Spidey glanced back at the others, seeing the tension slowly loosen from their stances. He hears Powerman clear his throat, "Nice to meet you."

"Cloak, Dagger, say hello to Powerman, Ka-Zar, Agent Venom, Nabu and our one and only Bucket Head Nova!" Nova glared at the back of his head, ticked off.

Dagger smiled, looking at everyone. It was only yesterday that her and Cloak had followed TaskMaster her to free Goblin. But now, they were part of the Web warriors, S.H.I.E.L.D.S. new heroes in training.

"Ok," Spiderman smiled, seeing that this was most likely a good sign, "First thing first. Trust exercises!"

_'Since Cloak and Dagger don't really know anyone here, I thought it be best if we got everyone together for a trust exercise.' _

"You all trust me, but you need to trust your new teammates," Spidey says, thinking hard. How exactly did he want to do this?

Spidey strayed to the controls, "Since we're down a teammate, I'm gonna have Iron Fist sit out. Teams of two versus a baddie. Ka-Zar and Powerman versus the Frost Giant, Agent Venom and Dagger versus the Octo-Bot, Nova and Cloak versus the Beetle, White Tiger and Zabu Versus Doom Bot."

Spidey then held out blindfolds, "How this works is that one person wears the blindfold and the other gives directions to help fight."

Everyone stared at Spidey, reluctant.

"Come on guys. You trust me don't you?"

Everyone sighed, before they take the blindfolds. White Tiger attaches it gently to Zabu's head while Dagger, Powerman, and Nova put it on. Spiderman smiled looking at IronFist with a grin before starting up the training session.

Immediately, partners began shouting directions, White Tiger directed Zabu against the robot.

"Five feet in front of you, arms up, center open." White Tiger described, unfortunately, Nabu was reluctant to trust White Tiger and missed his opportunity of an open strike, going down low at the robots legs and getting thrown across the room.

In response to this, Ka-Zar looked at his feline friend as he shook his head, frustrated to not have his sense of sight. Ka-Zar's attention in response led to him not seeing the Frost Giant throw a jaw shattering punch, which knocked Powerman across the room. When Ka-Zar turned around, he was puzzled and confused.

"Dagger, duck to the left!" Venom shouted, which unfortunately was pointless, Cloak leaping into action and teleporting over to her and then teleporting her away from the danger, behind the robot. But this left Dagger disoriented and Nova blasting away at the ground, completely missing his target, "DID I HIT IT?"

"No..." Spidey says, "Time Out!" Spidey immediately shut the training session down, shaking his head. Everyone removed the blindfolds, and before Spidey could even open his mouth, arguing broke out.

"WHAT WAS THAT?" Was the most commonly shouted phrase, as Nova and Agent Venom screamed at Cloak, Dagger yelling at them as she stood up for him. Ka-Zar caught in a three way as he argued with Powerman and White Tiger, claiming he was worried about Zabu. Zabu growled in response.

"Hey! Guys!" Spidey shouted, "Guys!"

Suddenly, Amadeus's voice came over his communicator watch, "Spidey, I could use a bit of help in the lab..." Following his response was a fear rattling shake, something that was suspiciously less likely caused by turbulence and more likely caused by an explosion, "I'm on my way!"

With everyone no longer arguing, Spidey dashed through the exit, entering the hallway and dashing for the lab, his expanded team following him having heard Amadeus over the communicator.

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><p><strong>Ok, I know... Not exactly a telling chapter. I'm trying to figure out exactly what is on the TriCarrier... Preferably not Goblin. I was thinking either Doom, that Hacker from Season Two... Swarm? *chuckles* <strong>

**Also... The alter egos are Comic cannon. And I hardly know these new warriors so I'm doing my best. I'm assuming that Cloak and Dagger aren't the talkative types. *Smirks* If you have ideas, inspirations from episodes, feel free to tell me. However, with the idea, you'd need to include a Title. Please politely review. **


	2. Teaming Up Part II

**Disclaimer: I do not own Peter Parker, Ava Ayala, Danny Rand, Luke Cage, Sam Alexander, Ka-Zar, Zabu, Flash Thompson, Amadeus Cho, Cloak and Dagger **

**Ka-Zar's Alter Ego will be Kevin Plunder **

**Cloak's Alter Ego will be Tyrone "Ty" Johnson**

**Dagger's Alter Ego will be Tandy Bowen **

**I will take things from Avengers Assemble and use them here... Such as their Dracula, Atlanteans, etc.**

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><p><em><strong>Teaming Up<strong>_

Amadeus stared up at the towering figure of the Iron Spider, suspended off the ground due to it's extending legs that came from its back. Amadeus was alone, except for the company of a few scientists, he had been just finished rebuilding the exterior of the armor and was about to reprogram all of the protocols and protective firewalls. And of course, fate decided to be cruel and chose this exact moment for the entire TriCarrier to be hacked by a crazy video game obsessed nut job. Which definitely included the Iron Spider suit!

The thirteen year old genius dove to the side, narrowly avoiding the blue repulser beam. He rolled to his knees watching the armor turn it's attention towards the unarmed scientist, who coward behind a table. Amadeus glared, hearing the scientist yelp whenever the suit blasted at them.

_'Ok, the doors locked. There's no one in here skilled enough in combat to actually fight the suit and survive... my communicator can't get a signal to call Peter again. If no one does anything we could all die,' _Amadeus inwardly sighed, glancing around. Amadeus sees a fire extinguisher, a monkey wrench in the corner, and an industrial nail gun lying around from repairs to the TriCarriers. He was getting an idea, and he wasn't so sure it was a good one, but it was all he had.

The Iron Spider leered over the table, casting a blue glow upon the scientist as they attempted to scatter. One of the scientists stumbled and fell though, shielding her face and bracing herself for the boast. However, a sharp whistle penetrates the air, catching the Iron Spider's attention. Turning, the suit gazed upon Amadeus, the monkey wrench in his pocket and the fire extinguisher held somewhat awkwardly under his left arm while he held the nail gun in his right hand. Amadeus glared, before firing nails at the suit, backing up as it advanced on him.

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><p>The moment they exited the training room, a hysterical cybernetic cackle filled the speakers. Spider-Man, Spidey sense going crazy, looked up seeing the lights flicker and the doors to the training room slam shut, preventing Powerman, Agent Venom, and Ka-Zar from joining the group. Zabu roared, scratching at the door angrily.<p>

Spiderman ran to the door, trying to get it to open, but it won't budge, "Powerman? Everyone ok?"

"We're all good Webs!" Powerman called through the door, "Go help Cho, whatever's going on he can fix it!"

Spiderman nods, reluctantly moving from the door. Zabu roared again, when Ka-Zar called through the door, "Zabu! Help Spiderman."

Zabu gave a growl in response, reluctantly moving away from the door. Spiderman turned looking down at the eerily abandoned hallways. Then, feeling slightly guilty for leaving his friends behind, headed down the hallway with reluctant steps.

From inside the training room, Agent Venom angrily hit the door repeatedly. Ka-Zar and Powerman backed away, giving him space to let out his frustration. But sadly, Agent a venom couldn't make a single dent in the door.

"We have to get out of here!" Agent Venom roared in frustration.

"We must stay calm, surely Spiderman can find a way to release us," Ka-Zar reassured, looking at his two teammates. However, Powerman's eyes went wide behind his sun glasses, for the LMD's were quietly lifting themselves off the floor in the forms of Doctor Doom, Scorpion, and Wolverine. Powerman totally understood the first two, but Wolverine?

"Until then..." Powerman cracked his knuckles, glancing over at Agent Venom and Ka-Zar, they weren't his usual team, he didn't know much about the way they fight but he didn't have a choice in the matter, "We may as well get in some heavy duty training."

Ka-Zar gave a battle cry, charging towards the LMD's with Agent Venom closely behind. Powerman followed, seeing no reason as to why they should get all the fun.

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><p>Spiderman glanced around, confused about where everyone was. Usually the hallways are crowded with SHIELD agents. Zabu growled sniffing the air.<p>

"Your right Zabu, there is something wrong," White Tiger agreed.

"You understand him?" Dagger asked, eyes wide as she glanced from White Tiger to Zabu and back. White Tiger nods, but before she can explain, a loud shriek penetrated the silence. It was the kind of shriek that came from claws on a white board, or car breaks that needed a mechanic to check them out. Everyone froze, some covering their ears. Spiderman scowled, looking around as his spidey sense blared like a fire alarm.

Everyone started screaming, Newton's Laws of Motion working as everyone was suddenly plastered to the ceiling.

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><p><strong>Chapter Two. Sorry it took so long, I was trying to figure out how I wanted the chapter. Also, I understand that the show has changed some things, such as the Triskelion and something involving the Rhino(?). I don't take episodes online, I wait for them to come out on the TV. So.. If you all know what the Rhino is about, you'll need to wait. I don't want spoilers. I will take ideas and inspiration from episodes, but I'm not gonna add things I don't agree with.<strong>

**As for why they're all of a sudden plastered to the ceiling, you'll see in Chapter Three. **

**Also, I think I already have a plan for the Rhino. Later chapter though. Also, any one here watch The Flash or Agents of SHIELD? **


	3. Teaming Up Part III

**Disclaimer: I do not own Peter Parker, Ava Ayala, Danny Rand, Luke Cage, Sam Alexander, Ka-Zar, Zabu, Flash Thompson, Amadeus Cho, Cloak and Dagger **

**Ka-Zar's Alter Ego will be Kevin Plunder **

**Cloak's Alter Ego will be Tyrone "Ty" Johnson**

**Dagger's Alter Ego will be Tandy Bowen **

**I will take things from Avengers Assemble and use them here... Such as their Dracula, Atlanteans, etc.**

* * *

><p><em><strong>Teaming Up<strong>_

Spiderman struggled to move, everyone screaming around him. It felt obvious that they were falling, the way their bodies were pressed up to the wall and the alarms blaring. He couldn't move, then suddenly, everyone slammed down onto the ground. Judging by the descend and the shake, it appeared that they had hit water.

"Ow..." Spidey whined, before getting to his feet, "Everyone ok?"

There were a few groans, but other than that, everyone was relatively ok. Dagger and Cloak rubbed their heads, clearly confused while White Tiger got to her feet, "We've hit the ocean."

A low yet eerie groan shrieked through the silence, catching everyone off guard, "And it appears we are descending fast."

"Um... How far down can this thing actually go, before it, you know, implodes?" Dagger asked nervously, glancing up as another dull shriek burst from the silence. Spiderman gulped, sensing her uneasiness and feared his Spidey sense would start to blare.

"Let's not find out!" With that said, Spiderman started to lead everyone down the hall again, looking around and preparing for anything.

Zabu gave a growl, which Tiger nodded along to, "I agree Zabu, I hope they're doing ok."

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><p>They were not doing ok. Ka-Zar, Venom and Powerman had been on the verge of victory against the robots when the TriCarrier had started to randomly fall from the sky. Just when they had disposed of most of the Wolverines they had slammed into the ceiling, with several LMD's pressed up on top of them. Then, they fall painfully on top of the LMD's, disoriented. It was at that moment that the LMD's had gotten the upper hand, all of them ganging up on the three males.<p>

Ka-Zar spun his S.H.I.E.L.D. Issued knife, the blue retractable ones that he still didn't know the material used to make them, and then stabbed it into a Wolverine LMD's chest. The image flickered and fell with a thud, just as another ran to slice his head off. The blonde ducked, falling back to back with Powerman, who was fighting against a Scorpion LMD. They stood back to back, Ka-Zar holding out his knife, wishing it was a spear instead and Powerman using his strength to hold the LMD back.

Venom flew over head, weapons appearing on his shoulders, shooting missiles right back at the Doom Bots, hitting mostly other explosive missiles but some robots. Unfortunately a stray missile veered off, nearly hitting Powerman and Ka-Zar, the two leaping out of the way.

"Watch it!" Powerman shouted, rolling out of the way to avoid a giant stinger stabbing him in the face. Man, he really hoped Spidey and the others were having better luck than them.

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><p>Zabu growled, sniffing the air. The wild cat was tense, causing everyone to watch Zabu cautiously. Nova frowns, landing in the ground impatiently, "What now?"<p>

White Tiger suddenly tensed as well, as did Spiderman, his spider sense blaring like a fire alarm. Everyone could suddenly heard the low, usually calming rushing sound of water, echoing from the hollow pipes. Without warning, the sprinkler system exploded, water coming down practically in buckets on them. Zabu growled, clearly angry by the sudden turn of events, and Spidey had to agree, this utterly sucked. But at the same time, water wasn't necessarily dangerous, why was this so bad?

"Water?"

"Do not be fooled Spiderman, there is clearly something more to this," Iron Fist says, when the water started to collect at their ankles. Nova simply rolled his eyes, the water rolling off his helmet, soaking his suit. For a moment everyone had decided to just continue, estimating that hopefully by the time they got to Amadeus, no one will drown, but then they hear a shriek, similar to a nail on a chalkboard but this time with metal.

"We should go..." Spiderman says, his spider sense blaring.

***Chibi Spiderman stands on top of Spider-man's brain, pulling a thick rope, which in turn rang a very old looking bell. It rang loudly. "What are you doing standing there in your wet socks? RUN!"* **

"Now!" Spiderman turned, taking off down the hall, slipping and sliding on the wet floor. He didn't have enough time to look behind him and see what was coming, all he knew is that judging by that very loud shrieking, it was getting closer. Spiderman blinked seeing a door in front of them, closed and locked. The water poured and rained down on them, it was a dead end.

"Cloak, get ready to carry a large load!" Spiderman shouted, hurrying to skid to a stop before he ran into the metal door. He turned, seeing Iron Fist, White Tiger and Zabu had fallen behind. Iron Fist was helping White Tiger who apparently slipped, the water was rushing fast past their hips and Zabu looked to struggling.

"Go!" White Tiger shouts, Zabu was struggling to reach them. The others crowded around Cloak, yet Dagger looked at the others.

'They can't fight whatever is coming and keep Zabu above the water,' She thinks, and silently, at the last minute tore away from the group, creating a light platform for Zabu to stand on. But at the same time, she was left behind and Cloak certainly wasn't going to be happy about that.

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><p>Spiderman, Cloak, and Nova were on their knees, dripping wet. They looked up, noticing that the sprinkler system was not flooding this part of the Tri-carrier and that they were so far safe. That was, until Cloak did a head count and shot straight up, grabbing the edge of his cloak.<p>

"Dagger!" He shouted, only for Spiderman to put a hand on his shoulder. Immediately, the normally solitary individual shrugged it off angrily. He glared as Spiderman, and Spiderman backed away a bit.

"Cloak, Cloak-"

"Don't patronize me!" He shouted. "I need to go get her!"

"Cloak we don't have time, Amadeus needs us. Dagger is going to be ok, you have my word that you can trust White Tiger and Iron Fist to have her back."

Cloak glared, clearly not happy. He turned towards the door, he didn't hear anything and he wasn't sure if that was good or bad. Was she hurt? Was she ok? Cloak had no way of going unless he went in there, but Spiderman made a point, Amadeus needed them right now.

"DAGGER!" He shouted through the door, "DAGGER IF YOU CAN HEAR ME- ILL BE RIGHT BACK I PROMISE!"

_"Don't worry about me! Just help Spidey get to Amadeus!"_

Cloak nodded, turning quietly to look at Spiderman. Spiderman looked at Nova and Cloak, "We're almost there, I promise."

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><p><strong>Long Chapter! Please Review. I hope you enjoy it. Also, who wants to guess who's in the hallway with Zabu, Ava, Danny, and Dagger? I'll give you a hint, it starts with an A, although they're mostly on Avenger's Assemble.<strong>

**Also, if you watch that Cartoon, please tell me because Head to Head, did you see the Avenger's movie reference when Natasha in Hulk's body hit Clint when he was in Thor's body? It made me smile. Also, I've finally watched that movie. So many emotions... Why Barton? Why? I do hope you all like this chapter, I want to apologize if this isn't true to the cartoon, but-I like what I'm doing. Let's let MY imagination run wild. **


	4. Teaming Up Part IV

**Disclaimer: I do not own Peter Parker, Ava Ayala, Danny Rand, Luke Cage, Sam Alexander, Ka-Zar, Zabu, Flash Thompson, Amadeus Cho, Cloak and Dagger **

**Ka-Zar's Alter Ego will be Kevin Plunder **

**Cloak's Alter Ego will be Tyrone "Ty" Johnson**

**Dagger's Alter Ego will be Tandy Bowen **

**I will take things from Avengers Assemble and use them here... Such as their Dracula, Atlanteans, etc.**

* * *

><p><em><strong>Teaming Up<strong>_

White Tiger and Iron Fist looked over at Dagger, both surprised to see she had stayed behind with them. The water was still falling from above, rapidly discouraging much movement while the shrieking noise grew louder and louder, a shadow coming from around the corner. Zabu growled, standing cautiously on the platform Dagger provided, crouched down low in preparation for a fight.

"You guys worry about fighting whatever is coming, I'll back up Zabu and give him some solid ground," Dagger was shocked to hear how confident she sounded, and even more shocked when they nodded, getting ready to fight.

The water gently swished, making way for a tall, muscular blue skinned atlantean covered in gold armor. In his arms was a three pronged sword, the middle prong the longest and jagged. It was scraping the metal walls, leaving a white trail behind it.

"Who's that?" Dagger whispered, glancing between White Tiger and Iron Fist to the atlantean.

"Attuma..." White Tiger growled, "He's not one of our baddies..." She got in a crouch, her claws coming out.

* * *

><p>"It's just around the corner!" Spiderman says, practically running ahead of Nova and Cloak. Just as he pushed the door open, he sees Amadeus on his back, elbows propping him up. Spiderman really wasn't sure what to expect, but the sight before him now had been in the farthest reaches of his imagination.<p>

Amadeus was a bit bruised up, his cheeks were colored with blackish blue marks and his hair was covering his eyes. The Iron Spider suit stood over him, charging a repulsor blast in it's palm. The suit was embedded with nails, and covered in abnormal dents, there was a crushed monkey wrench and a nail gun littering the floor along with, was that fire extinguisher foam? Before the Iron Spider suit had a chance to obliterate Amadeus, Nova blasted the suit into the wall, where it didn't get up.

"About time..." Amadeus looked up as the three entered the room, "Where are the others?"

"We all got separated. Something weird is going on here-"

"Like the entire TriCarrier is just a toy with a remote control," Amadeus continued for Spiderman, looking at him, "Someone hacked into that Iron Spider suit, it wasn't just some freaky thing, maybe that's what's happening to the TriCarrier, question is, who would be able to hack into, well, the Tri-Carrier?"

_"I'll give you two guesses!" _

Spidey turned, seeing the familiar blue icon of the one and only, "Arcade."

_"Glad to know you haven't forgotten the little people during your temporary status as Avenger. I'm so glad you're here to stay as a S.H.I.E.L.D. noob, it makes getting revenge all the more sweeter." _

"Let Dagger go!" Cloak glared, "Your anger is directed towards Spider-Man, Dagger and I have nothing to do with it."

_"There's nothing better than killing a few hundred birds with one stone. What better way to get revenge on all the people who imprisoned me than by doing it all at once? I hope you all enjoy swimming, because unless you have gills like Attuma, you aren't reaching the surface again." _

Spiderman glared as Arcade laughed, before his icon disappeared. A low yet loud shriek erupted the silence, a sign that the Tri-Carrier was struggling to uphold the increasing water pressure around it.

"We have to stop him!" Amadeus says as he rushed to the computer, already tracking Arcades signal, "If I could get to his computer, I could probably fix this. Ha! Gotcha... He's hiding at that abandoned Apple Store, the one the wrecking crew totaled two weeks back. It's a weak signal, so I suspect he's hiding in the basement."

"How did you figure that out?" Cloak asked.

"It just comes naturally to me," Amadeus says, "Only problem is, we don't exactly have a way to get there. You think you can get us there?"

Cloak raised an eyebrow in question at him, opening the cloak up to his passengers, "You guys coming or what?"

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><p>The Apple Store hadn't seen worse days. The display windows were nonexistent, the broken glass had been boarded up. It was rather dark, only dimly lit by the light filtering in from between the boards. There was no door, and the entire building was cleared out, not a single table or electronic left on the ground floor. Cloak drew his cloak back around him, the four heroes looked around cautiously. Nova's blue glow lit up the building some more, and together they made their way to the basement door.<p>

Spiderman pushed the door open, waiting for a moment before Nova passed him, illuminating the way down the stairs. The others followed quietly, everyone trying to avoid stepping on a creaky step. However, as Nova approached the bottom of the basement, Spider-Man's spider sense went off the hook.

"NOVA!" Spiderman leapt off the steps, tackling Nova out of the way as a red laser cut into the stone wall where Nova was just in front of. Both heroes fell onto the basement floor, seeing the outline of a robot in the darkness.

The lights suddenly came on, revealing the robot that was waiting at the steps. It was built like it was the skeleton of the Lockness monster, or that Pokemon Lapris. It had a large rectangular base with a long neck sprouting out. The head was pterodactyl shaped, but with one red cyclops eye in the middle, glowing as it charged up. There was a long metal tail jutting out, with four large spikes jutting out of the end. There were four wheels at the base, and jutting out from the back of the base were two over swiveling laser shooters, reaching where the head couldn't.

Sitting behind it, was Arcade. His orange hair was styled like last time, big and obnoxious, clashing with his purple suit. He sat back, behind a desk surrounded by computers, glancing up at them. It would have been pretty easy, two of them deal with the robot while the other two take the nerdy villain out, if it wasn't for a force field separating him from the rest of the action. It was a relatively short yet wide transparent yellow dome.

Arcade looked up, regarding them silently before he grabbed a remote control with a single joystick and a red button on top. The robot turned slightly, Spiderman and Nova just barely moving out of the way when it let loose another laser. Amadeus and Cloak backed away, trapped on the stairs while Nova and Spiderman avoided the lasers. Nova tried to blast it, but the metal was left unscathed, Arcade smirking, "This robot is coated in the same material as Captain America's shield. Nothing is going to break it."

Amadeus turned to Cloak, "Do you think you can get me in there?"

Cloak looked back and forth, "I don't know, seems a bit difficult," He says sarcastically, looking at Amadeus. Amadeus scowled and Cloak gave a sigh, "Of course I can, I hope your not afraid of the dark."

* * *

><p>White Tiger gasped for air, coughing as she threaded the water. Zabu was crouched down low, standing very carefully on his light platform. He was hunched up low, waiting for an opportunity to leap onto Attuma. Dagger was a few feet away, trying to keep her head above the surface while Iron Fist struggled with Attuma a few feet below them.<p>

"We're not doing so well..." Dagger says, her hair clinging to her back. Both girls were in nothing but white leotards, this was not the ideal situation for them. White Tiger ran a hand over her face, pushing her wet pony tail back behind her face and not attached to the front of it. Dagger looked down, before she was suddenly yanked under the water by a blue, atlantean hand around her ankle. Zabu growled furiously as White Tiger suddenly was pulled under with her, but the poor cat was land locked.

* * *

><p>Arcade chuckled darkly, he hadn't noticed Cloak or Amadeus on the stairs, more focused on destroying Spiderman and Nova. So, when Cloak appeared behind him, throwing him out of his chair, he was surprised to say the least. Amadeus smirked, slipping into the chair and his hands slid over the keyboards. The force field dropped and as Arcade got to his feet, he soon found them webbed to the floor and his arms suddenly trapped at his side. Spidey and Nova came over, the robot was powered down, but Cloak didn't care about that, he cared about Dagger.<p>

"There we go..." Amadeus says, "Unlocking all doors, turning off the sprinkler systems, draining the water... All control is going back to the Tri-Carrier."

"Is Dagger ok?"

Amadeus didn't answer, leaning back in the seat and looked up at the older heroes, "The Tri-Carrier is making it's way to the surface right now. Let's go see what damage was caused, and put him where he belongs."

Cloak simply nodded, his cloak engulfing them all in a swirl of black.

* * *

><p>As the door to the training room opened and the LMD's fell to the floor, the only thing that crossed Ka-Zar's mind was Zabu's safety. So it wasn't really much of a shock that when the door finally opened, he took off tracking his feline brother, with Agent Venom and Powerman closely at his heels. As he skid to a stop, he saw a hole ton through the metal walls like it was paper and took notice of the puddles that splashed when he moved. Zabu looked up at him, shaking the water from his fur and growling in concern, nudging Dagger. Dagger coughed and Ka-Zar came over, gently hitting her on the back to help as Zabu told his brother of the generous help Dagger was to him.<p>

"Thank you... For helping my brother."

"Don't-" She coughed, "Don't mention it," Dagger says as two S.H.I.E.L.D. agents and Director Fury entered the scene, crouching down to check on White a Tiger and Iron Fist. White Tiger was coughing, while Iron Fist slowly rose with Director Fury's assistance, it was clear that White Tiger hadn't faired as well under water as Iron Fist.

"Attuma.." Iron Fist slowly explained what had happened, from the point where the hallway started to flood to the fight with Attuma and then his escape when it seemed that the air ship was no longer sinking. Just as he finished explaining, a swirl of darkness appeared, giving way to Cloak, Amadeus, Spiderman and Nova, along with a restrained Arcade. Spiderman glanced around at the soaked hallway, "I take it we missed the pool party."

"Yeah.. No kidding," Powerman says, as Agent Flash helped White Tiger to her feet still coughing a tiny bit.

* * *

><p><strong>Ok, so... First four chapters. Now this is really serious, I need you people to give me ideas! I can only come up with so many ideas on my own. Come on, there's got to be something you guys can think of that I can't. I don't know, anyone got any ideas for Avenger Assemble Villains? Like Hyperion? The Squadron Supreme? Goblin? What was that thing he stole at the end of the New Warrior's episode? Can someone explain that to me, give me a refresher?<strong>

**Please? I got idea(s) but it feels too soon to bring them out. Sorry this was a really long chapter, and if the ending was a bit rushed... Might not be my favorite ending, but an ending is an ending. **


	5. First Day at the Learning Hall Part I

**Disclaimer: I do not own Peter Parker, Ava Ayala, Danny Rand, Luke Cage, Sam Alexander, Ka-Zar, Zabu, Flash Thompson, Amadeus Cho, Cloak and Dagger **

**Ka-Zar's Alter Ego will be Kevin Plunder **

**Cloak's Alter Ego will be Tyrone "Ty" Johnson**

**Dagger's Alter Ego will be Tandy Bowen **

**I will take things from Avengers Assemble and use them here... Such as their Dracula, Atlanteans, etc.**

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><p><strong>First Day at the Learning Hall <strong>

Peter Parker was never very punctual, even before his powers. Even now, the amazing Spiderman was struggling to make it to school on time. But how could anyone make it to school on time; what with taking a shower, getting dressed eating breakfast, not forgetting anything before he leave, and let's not forget helping the few unfortunate citizens who got caught up in the chaos of a villain having early morning ambitions.

Perhaps it was fate's fortune that he wasn't on time today, otherwise he'd be worshipping Principle Reindeer Games.

So running along towards school, as Peter Parker and not Spiderman, he noticed some very strange additions to the school. For one thing, it was made of silver and gold, a regal building with an Emerald dome room. Gold lined the windowsills, and the silver structure seemed to loom over him like a majestic castle. Emblems made of silk hung from the windows, made of green and gold fabric, with the unmistakable image of a horned helmet in the center of it. If that wasn't enough of a clue that there was something wrong, the two frost giants standing at the front entrance were pretty obvious something was very wrong.

"Oh boy..." Peter muttered, backing away as the Frost Giants noticed him and raised their clubs. The only sensible thing Peter Parker could do was run, praying that he could outrun the two giants with enough time to change back into Spider-Man.

Peter ran, turning the corner quickly into the nearest alleyway, diving quickly behind a dumpster. One of the frost giants had swung their club when he made the turn, but it collided with the side of a building. Angry, the frost giants roared, causing Peter's spider sense to go on over drive while he struggled to get his web shooters on. He only had enough time to put on the gloves, the web shooters, and his mask before he had to leap out from the dumpster, a swing from the frost giant destroying the plastic structure.

"Whoa! By any chance did you both use to play for the Frost Giant's Yankee Team?"

All Spiderman got was a roar in response, before the frost giant attempted to smash him like the bug he was with his club. Spidey leapt backwards, shooting a web into the eyes of the first frost giant, onto to be smacked aside by the club of the second and into the alley wall. He groaned, falling right onto his stomach as the frost giant lifted his club over his head. Spiderman closed his eyes, "This is gonna hurt."

His body tensed, he was braced for the pain, and then after a few agonizing seconds of waiting, he opened his eyes just in time to hear the frost giant roar in pain. Spiderman watched as the blue giant was suddenly illuminated by the stark whiteness of lightning, as a voice bellowed from above, "YOU SHALL LEAVE THE MAN OF SPIDERS ALONE!"

If there was ever a day for a blonde, Viking dressed Asgardian with a red cape to save his butt, now was certainly the day. Spiderman smiled, as the frost giant fell, "Thanks for the save Thor!"

"Aiy, don't thank me quite yet Spider," Thor answered, turning his attention back towards the other Frost Giant, "We still have one more to face," Thor swung his hammer, flying forward, his mystic hammer held out in front of him as he flew straight for the Jotunheim inhabitant.

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><p>Today was suppose to have been Dagger and Cloak's first day at school, under the guise of Tyrone Johnson and Tandy Bowen. They had done everything right; got up on time, showered, dressed appropriately and had breakfast before coming to school with Amadeus and Ava. And what did that earn them? Nothing but getting trapped in Loki University.<p>

Loki sat in the converted Principal's office upon a throne of gold with tapestry of a rich velvety red and banisters of a dark green covering the walls from top to bottom. The tiled floors were turned to a flawless marble, and Loki sat there as he was fanned by two maidens. One of them was M.J., her red hair styled in an intricate braid coiled into a bun onto the top of her head, wearing traditional Asgardian gowns, holding a gold fan of peacock feathers, like her counterpart. Her counter part wore a similar gown, but her blonde hair was left hanging down to her shoulders.

And standing frozen in the very far corner of the room in a block of ice was the one and only Phil Coulson, the rightful principal of the school.

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><p><strong>I'm inspired by the next new Avenger's Episode titled "Back to the Learning Hall". What's Loki up to this time? *Evil Laughter*<strong>

**I think I'll this here. Yeah I know, that little second part probably had nothing to do with anything at the moment, but- I couldn't resist. :) Do enjoy. And please review. Please please please please please please please please please please please please please please please please please please please please please please please please please please. Wow, the more you do this over and over again straight, the less it looks like a real word. Anyway please review! Don't make me get a little kid to beg you all into submission! I will so do it, try me! I dare you!**


	6. First Day at the Learning Hall Part II

**Disclaimer: I do not own Peter Parker, Ava Ayala, Danny Rand, Luke Cage, Sam Alexander, Ka-Zar, Zabu, Flash Thompson, Amadeus Cho, Cloak and Dagger **

**Ka-Zar's Alter Ego will be Kevin Plunder **

**Cloak's Alter Ego will be Tyrone "Ty" Johnson**

**Dagger's Alter Ego will be Tandy Bowen **

**I will take things from Avengers Assemble and use them here... Such as their Dracula, Atlanteans, etc.**

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><p><strong>First Day at the Learning Hall <strong>

Spider-Man groaned, looking up from amidst the broken glass to see a small crowd of faces hovering over him. He sat up and everyone backed away, revealing the broken window he had crashed through and the office. Luckily no one was hurt, he only crashed into a desk.

Spider-Man groaned, rubbing the back of his head as lightning flashed outside along with an Asgardian battle cry. Without a second thought, Spider-Man ran to the edge of the broken building, looking down at the battle eleven stories below. The frost giant gave a bellowing shout as Thor swung his hammer into his stomach. The frost giant stumbled back, before raising his own club and swung it at Thor. Immediately Thor disappeared into the side of a building, leaving a gaping hole as proof he was there. Without a second thought, he leapt from the window, down below onto the Frost Giant.

"You got a good swing, what's your pitch like?" Spiderman clung to the frost giants shoulders, leaping off of the giant as he swung upward to squash the bug. Unfortunately, he didn't realize how stupid and cliche his actions were, and as Spidey leapt off the Frost Giant, the club nailed him right in the head. The Frost Giant fell with a mighty thud, confused and very disoriented.

Thor stepped out as the Frost Giant gave a low, rumbling, defeated groan. Thor stepped over to it, looking at Spiderman, "Well done, let us drag this one with it's partner and send them off before we begin to investigate what Loki has done to your learning hall."

"Um..." Spidey turned towards the alley where the Frost Giant used to be, only to see it empty, "I'm afraid we only have the one."

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><p>The Frost Giant winced, looking up at Loki as he sat on his throne. The scepter was balanced preciously in his hand, yet at the same time gleamed dangerously. Loki wore an angry expression, looking at the Frost Giant, "You left your post to chase down a teenager and had not only failed to capture a late student but were apprehended by my brother, who I had told you could not storm the school so long as you stayed within the reaches of my magic."<p>

The Frost Giant looked down at floor guiltily, and Loki stood from his throne. Simultaneously, M.J. and her counterpart backed up so they were behind the extravagant chair and Loki stepped forward, "Give me one good reason why I shouldn't obliterate you where you stand?"

The Frost Giant mumbled in response and Loki's look twisted into that of rage and intolerance. Loki lifted his scepter, balancing it precariously, "Spider-Man..." His voice filled with loathing, "But alas, I do not need you to dispose of him, not when I have an entire school to dispose of him for me."

M.J. flinched, watching as a green glow lit out from the scepter and consumed the Frost Giant as it roared in agony. But other then the fear and horror in her eyes and expression, she made not a single move to stop it.

"You-" He gestured to M.J., the red head glanced up, "Get more guards for the front entrance. My magic may be able to keep my brother from interfering but not nosy spiders."

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><p>On any other day, Spider-Man wouldn't exactly mind not going to school and team up with Thor but not when Loki was involved and using his school as some sort of citadel. So, with no where else to go they both went to the Tri-Carrier to catch Fury up on the situation. It wasn't easy, that was for sure, and Fury definitely wasn't happy.<p>

"I don't know if I should be grateful your tardiness actually saved your butt or furious that you're late for school!"

Spider-Man gulped uneasily but Thor interrupted, "I see nothing wrong in his fate driven actions, if he had not been late then we'd have another warrior against us."

"I agree," Ka-Zar says, the blonde and his feline brother had joined the meeting the moment they heard it concerned the school their team attended. The only reason Ka-Zar wasn't there was because he needed more educating on life outside the Savage Land before entering school.

"And while that is obviously noted, does anyone by any chance realize the severity of this situation?" When no one answer Fury responded, "We have no idea what Loki's motives are or what he's planning. An attempt to contact Coulson could lead to disastrous consequences such as alerting Loki of some suspicion that SHIELD is watching over that school for a very specific reason."

No one retorted, because Fury was clearly right. But that also left everyone to wonder one thing in the silence, what the heck do they do now? They can't exactly stand around here like this, they had to do something.

"I am curious, can't we not just sneak in and apprehend Loki?" Ka-Zar asked curiously. a Everyone looked at Ka-Zar

***The Angel and Devil Chibi Spidey's stand on either side of Spider-Man's brain which is turned off. Simultaneously, the two attach jumper cables to the ends of the brain, jump starting it. "Why didn't I think of that?***

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><p><strong>There we go, there's the chapter. I know... It could use a bit of work. I'll admit it. I will, also... Molecule Kid. I want him in here. He talked to Fury in Avengers Assemble about being part of the team. I want him a part of this. :D <strong>

**Also, when are new episodes of this cartoon gonna show up again? Because I'd like to know if TaskMaster recruits any kids... **

**Ok, now seriously, please review. Please spread the story around. Send links to people on here you know or maybe you don't know. If you think they'll like and leave a good review, please send it around. I like ideas, I like inspiration! Inspiration makes the story circulate! So please review, please spread this around. I know it's not my story Years Alone but please! Please?!**


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